UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
Form ABS-15G
ASSET-BACKED SECURITIZER
REPORT PURSUANT TO SECTION 15G OF
THE SECURITIES EXCHANGE ACT OF 1934
Check the appropriate box to indicate the filing obligation to which this form is intended to satisfy:
¨ | Rule 15Ga-1 under the Exchange Act (17CFR 240.15 Ga-1) for the reporting period to |
Date of Report (Date of earliest event reported)
NORTHSTAR STUDENT LOAN TRUST III
(Exact name of issuing entity as specified in its charter)
Commission File Number of securitizer (if applicable): Not Applicable
Central Index Key Number of securitizer (if applicable): 0001550023
Mr. Taige P. Thornton, 651-290-8784
Name and telephone number, including area code, of the person to
contact in connection with this filing.
Indicate by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15GA-1(c)(1) ¨
Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15GA-1(c)(2)(i) ¨
Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15GA-1(c)(2)(ii) ¨
x Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)
Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer.
Attached as Exhibit 99.1 hereto is an agreed-upon procedures report, dated June 21, 2016, obtained by the securitizer, with respect to certain agreed-upon procedures performed by Deloitte & Touche LLP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
NORTHSTAR EDUCATION FINANCE, INC. (SECURITZER) | ||
s/o Taige P. Thornton | ||
By: | Taige P. Thornton | |
Title: | President and CEO, Northstar Education Services LLC. Under authority of Sub-servicing Agreement dated October 25, 2012 |
Dated: July 12, 2016
Exhibit 99.1 Independent Accountants Report on Applying Agreed-Upon Procedures
Deloitte & Touche LLP Suite 400 Harborside Plaza 10 Jersey City, NJ 07311 USA |
June 21, 2016
NorthStar Education Finance, Inc.
930 Blue Gentian Road, Suite 100
Eagan, Minnesota 55121
Independent Accountants Report
on Applying Agreed-Upon Procedures
Ladies and Gentlemen:
We have performed the procedures described below, which were agreed to by NorthStar Education Finance, Inc. (the Company) and RBC Capital Markets, LLC (RBC and, together with the Company, the Specified Parties) related to their evaluation of certain information with respect to a portfolio of student loan contracts in connection with the proposed offering of NorthStar Student Loan Trust III, Series 2016-A and 2016-B Notes (the Transaction).
This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of the Specified Parties of this report. Consequently, we make no representations regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose.
Agreed-Upon Procedures
On May 11, 2016, representatives of RBC, on behalf of the Company, provided us with a student loan listing with respect to 9,790 student loans (the Initial Student Loan Listing). At the instruction of RBC, on behalf of the Company, we removed 201 student loans from the Initial Student Loan Listing for which the last four digits of the related borrower identification number was greater than 9723. The remaining 9,589 student loans on the Initial Student Loan Listing are herein after referred to as the Initial Selected Loans.
At the instruction of the Company, we randomly selected 100 Initial Selected Loans from the Student Loan Listing (the Sample Loans).
Representatives of RBC, on behalf of the Company, provided us (i) on May 17, 2016 with a computer-generated student loan data file and related record layout containing data, as represented to us by the Company, as of the close of business March 31, 2016, with respect to 40,515 student loans (the Initial Statistical Loan File) and (ii) on June 16, 2016 with a supplemental data file containing certain indenture information for each of the 40,515 student loans set forth on the Initial Statistical Loan File (the Supplemental Data File).
At the instruction of RBC, on behalf of the Company, we (i) appended the Initial Statistical Loan File with the information set forth on the Supplemental Data File, (ii) removed 30,725 student loans from the Initial Statistical Loan File that indicated an indenture code of 2006-A, (iii) removed 278 student loans from the Initial Statistical Loan File for which the last four digits of the related borrower identification number was greater than 9723 and (iv) removed four student loans from the Initial Statistical Loan File that were indicated as greater than 180 days past due on the Initial Statistical Loan File. The Initial Statistical Loan File, as adjusted and containing the remaining 9,508 student loans, is hereinafter referred to as the Statistical Loan File.
At the Companys instruction, we performed certain comparisons and recomputations for each of the Sample Loans relating to the student loan characteristics (the Characteristics) set forth on the Statistical Loan File and indicated below.
Characteristics
1. Loan number (informational purposes only) 2. Borrower first name 3. Borrower last name 4. Loan type 5. Borrower state 6. Original loan balance 7. Current interest rate 8. Interest rate margin 9. Current loan balance 10. Loan period begin date 11. Loan period end date |
12. Repayment begin date 13. Deferment begin date (if applicable) 14. Deferment end date (if applicable) 15. Forbearance begin date (if applicable) 16. Forbearance end date (if applicable) 17. Days past due 18. School type 19. First disbursement date 20. Loan status 21. Number of payments made* |
*Comparison performed on the borrower account level.
We compared Characteristics 2. and 3. to the corresponding information set forth on the Application and Promissory Note and to system screenshots, provided by the Company, from the Companys servicing system (the Servicing System Screen Shots).
We compared Characteristics 4. through 20. to the corresponding information set forth on or derived from the Servicing System Screen Shots.
With respect to Characteristic 21., we recomputed the number of payments made by dividing (i) the total amount of payments made (as derived from the Servicing System Screen Shots) by (ii) the monthly payment (as set forth on the Servicing System Screen Shots) and rounding such amount to the nearest integer.
At the Companys instruction, for purposes of such comparisons:
| with respect to our comparison of Characteristic 4., a loan type of (i) AHG, AHU, MED or RES as set forth on the Statistical Loan File is noted to be in agreement with a lender number of 976529 as set forth on the Servicing System Screen Shots; (ii) BAR, LAW or MBA as set forth on the Statistical Loan File is noted to be in agreement with a lender number of 9605299 as set forth on the Servicing System Screen Shots and (iii) OTHU or OTHG as set forth on the Statistical Loan File is noted to be in agreement with lender numbers 966529, 969529 or 983529 as set forth on the Servicing System Screen Shots; and |
| with respect to our comparison of Characteristic 18., a school type of (i) Undergrad or 2YR as set forth on the Statistical Loan File is noted to be in agreement with grade level numbers of 01, 02, 03, 04 or 05 as set forth on the Servicing System Screen Shots and (ii) GRAD as set forth on the Statistical Loan File is noted to be in agreement with grade level numbers of 06, 07, 08, 09, 10, 11 or 12 as set forth on the Servicing System Screen Shots. |
The student loan documents described above, including any information obtained from the servicing system, and any other related documents used in support of the Characteristics, were provided to us by representatives of the Company and are collectively referred to hereinafter as the Loan Documents. We were not requested to perform, and we did not perform, any procedures with respect to the preparation or verification of any of the information set forth on the Loan Documents and we make no representations concerning the accuracy or completeness of any of the information contained therein. In certain instances, our procedures were performed using data imaged facsimiles or photocopies of the Loan Documents. In addition, we make no representations as to whether the Loan Documents are comprehensive or valid instruments or reflect the current prevailing terms with respect to the corresponding Sample Loans.
Agreed-Upon Procedures Findings
The results of the foregoing procedures indicated that the Characteristics set forth on the Statistical Loan File were found to be in agreement with the above mentioned Loan Documents, except as described in Appendix A. Supplemental information is contained on Appendix B.
******
We make no representations as to the (i) actual characteristics or existence of the underlying documents or data comprising the student loan contracts underlying the Statistical Loan File or the conformity of their characteristics with those assumed for purposes of the procedures described herein, (ii) existence or ownership of the student loan contracts or (iii) reasonableness of any of the aforementioned assumptions, information or methodologies.
It should be understood that we make no representations as to questions of legal interpretation or as to the sufficiency for your purposes of the procedures enumerated in the preceding paragraphs. Also, such procedures would not necessarily reveal any material misstatement of the information referred to above. The information provided to us, including the information set forth in the Statistical Loan File, is the responsibility of the Company.
We were not engaged to conduct, and did not conduct, (i) an audit conducted in accordance with generally accepted auditing standards or (ii) an examination or a review conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants, the objective of which would be the expression of an opinion or limited assurance on the accompanying information. Accordingly, we do not express such an opinion, limited assurance, or any other form of assurance, including reasonable assurance. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. We have no responsibility to update this report for events or circumstances occurring after the date of this report.
None of the engagement, procedures or report was intended to address, nor did they address, the (i) conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) value of collateral securing such assets or (iii) compliance of the originator of the assets with federal, state, and local laws and regulations.
None of the engagement, procedures or report were intended to satisfy, nor did they satisfy, any criteria for due diligence published by a nationally recognized statistical rating organization.
This report is intended solely for the information and use of the Specified Parties identified above and is not intended to be and should not be used by anyone other than these Specified Parties.
Yours truly,
/s/ Deloitte & Touche LLP
Appendix A to Independent Accountants Report on Applying Agreed-Upon Procedures issued by Deloitte & Touche LLP dated June 21, 2016.
In applying our agreed-upon procedures as outlined above, we noted the following:
Exception |
Exception Description | |
1 | Four differences in borrower last name. | |
2 | One difference in repayment begin date | |
3 | Two differences in school type. | |
4 | Two differences in number of payments made. |
The information above reflects the procedures performed and is subject to the conditions set forth in the agreed-upon procedures report to which this appendix is attached.
Appendix B to Independent Accountants Report on Applying Agreed-Upon Procedures issued by Deloitte & Touche LLP dated June 21, 2016 (Redacted).
Supplemental Information Related to the Findings Set Forth on Appendix A
Exception Description |
Sample Loan number |
Characteristic |
Characteristic set forth on the |
Characteristic set forth on or | ||||
1 | 48111125917 | Borrower last name | [REDACTED] | [REDACTED] | ||||
1 | 56059159620 | Borrower last name | [REDACTED] | [REDACTED] | ||||
1 | 56583967615 | Borrower last name | [REDACTED] | [REDACTED] | ||||
1 | 59038038032 | Borrower last name | [REDACTED] | [REDACTED] | ||||
Exception Description |
Sample Loan number |
Characteristic |
Characteristic set forth on the |
Characteristic set forth on or | ||||
2 | 46806496618 | Repayment begin date | 08/31/2009 | 11/07/2008 | ||||
3 | 46806496618 | School type | GRAD | Undergrad | ||||
3 | 47711021819 | School type | GRAD | Undergrad | ||||
4 | 38802037820 | Number of payments made | 0 payments | 138 payments | ||||
4 | 60330645015 | Number of payments made | 0 payments | 4 payments |
The information above reflects the procedures performed and is subject to the conditions set forth in the agreed-upon procedures report to which this appendix is attached.